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4.1 CONSOLIDATED FINANCIAL STATEMENTS AND NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Note 3. Non-controlling interests and related liabilities
DANONE
REGISTRATION DOCUMENT 2015
86
Note 3.5. Transactions relating to non-controlling interests in Centrale Danone
(Fresh Dairy Products, Morocco)
Background to the investment
Danone acquired control of Centrale Laitière in February 2013, by
increasing its interest from 29.2% to 67.0% on that date. The Group
subsequently acquired additional holdings to reach an ownership
percentage of 90.9% as of December 31, 2014. Minority sharehol-
ders with a put option in respect of their interest had a 5% stake
as of that date.
Transactions during 2015
The company was renamed Centrale Danone in 2015.
In addition, the minority shareholders holding a put option over their
interest exercised their option in 2015, increasing the Group's interest
to 95.9% and making mandatory the submission of a squeeze out
proposal in respect of all of the shares making up Centrale Danone's
free float,
i.e.
in respect of 4.1% of its share capital and voting rights.
The transaction was approved by the stock exchange authorities
in Casablanca in 2015 and will be carried out in February 2016 for
a repurchase amount of €43.5 million (at the EUR/MAD exchange
rate as of December 31, 2015).
As of December 31, 2015, the Group, since it was obliged to purchase
the shares tendered by the minority shareholders to the squeeze-
out, recognized a current debt of €43.5 million, presented under the
heading Liabilities related to put options granted to non-controlling
interests.
Note 3.6. Liabilities related to put options granted to non-controlling interests
Main changes during 2015
Exercises
The options exercised in 2015 related mainly to the Danone-Unimilk
group (see Note 3.3 of the Notes to the consolidated financial state-
ments), Danone Spain (see Note 3.4 of the Notes to the consolidated
financial statements) and Centrale Danone (see Note 3.5 of the Notes
to the consolidated financial statements).
The main impacts on the 2015 consolidated financial statements
were as follows:
•
1,851 million decrease in the financial liabilities in respect of the
put options granted to non-controlling interests;
•
€335 million adverse impact on the Group's share of the conso-
lidated equity related to changes in the exercise price of the
options since December 31, 2014;
•
€1,919million of cash flows from financing activities representing
the portion settled in cash in 2015, presented on the Transac-
tions with non-controlling interests line in the Consolidated
statement of cash flows and explaining the major portion of the
€1,929 million of flows relating to purchases of non-controlling
interests during the 2015 fiscal year;
•
€284 million increase in the current financial debt in respect of
the portion remaining to be paid in 2016.
New options
The options recognized for the first time in 2015 related mainly to
Fan Milk (see Note 2.2 of the Notes to the consolidated financial
statements) and Centrale Danone (see Note 3.5 of the Notes to the
consolidated financial statements).
Themain impacts of these options on the 2015 consolidated financial
statements were as follows:
•
€207 million increase in the financial liabilities related to put
options granted to non-controlling interests;
•
€150 million adverse impact on the Group's share of the equity
corresponding to the difference between the present value of
the options' exercise price and the carrying amount of the non-
controlling interests, most of which relate to Fan Milk.
Main changes during 2014
Exercises
The options exercised in 2014 related mainly to Centrale Danone
(see Note 3.5 of the Notes to the consolidated financial statements).
The main impacts of these exercises on the 2014 consolidated
financial statements were as follows:
•
€341 million decrease in the financial liabilities in respect of the
put options granted to non-controlling interests;
•
€10 million adverse impact on the Group's share of the conso-
lidated equity related to changes in the exercise price of the
options since December 31, 2013;
•
€341 million of financing flows presented on the Transactions
with non-controlling interests line in the Consolidated statement
of cash flows.